1. SMRT CORPORATION LTD ’S FINANCIAL YEAR IS FROM 1 APRIL TO 31 MARCH.
2. TOTAL OPERATING EXPENSES EXCLUDE DEPRECIATION AND AMORTISATION.
3. EBITDA REFERS TO EARNINGS BEFORE INTEREST, TAXATION, DEPRECIATION AND AMORTISATION.
4. EBIT REFERS TO EARNINGS BEFORE INTEREST AND TAXATION.
5. EARNINGS PER SHARE IS COMPUTED BY DIVIDING THE PROFIT AFTER TAXATION AND MINORITY
INTERESTS BY THE WEIGHTED AVERAGE NUMBER OF FULLY PAID SHARES IN ISSUE.
6. FARE REVENUE REFERS TO REVENUE COLLECTED FROM ALL TICKET TYPES.
statistical highlights smrt network map
3
24
EW14 NS26RAFFLES PLACE
CITY HALLEW13 NS25
EW24 N
S1
JURONG E
AST
TANAH M
ERAH EW
4
EW1 PASIR RIS
EW29 CHANGI AIRPORT
NS27 MARINA BAY
BOON LAY EW27
QUEENSTOW
N EW
19
NS15 YIO CHU KANG
NS16 ANG MO KIO
NS17 BISHAN
NS18 BRADDELL
NS19 TOA PAYOH
NS20 NOVENA
NS21 NEWTON
NS22 ORCHARD
NS23 SOMERSET
MARSILING NS8
KRANJI NS7
YEW TEE NS5
CHOA CHU KANG NS4 BP1
BUKIT GOMBAK NS3
BUKIT BATOK NS2
CLEM
ENTI E
W23
DOVER EW
22
BUONA VIS
TA E
W21
COMM
ONWEALT
H EW
20
REDHILL
EW18
TIONG B
AHRU EW
17
OUTRAM
PARK E
W16
TANJO
NG PAGAR E
W15
LAKESID
E EW
26
CHINESE G
ARDEN EW
25EW
9 ALJ
UNIED
EW8 P
AYA L
EBAR
EW7 E
UNOS
EW6 K
EMBANGAN
EW5 B
EDOK
NS9 WOODLA
NDS
NS10 ADM
IRALT
Y
NS11 SEM
BAWANG
NS13 YIS
HUN
NS14 KHATI
B
EW2 TAMPINES
EW3 SIMEI
EW28 EXPOEW10 KALLANG
EW11 LAVENDER
EW12 BUGIS
DHOBY GHAUT NS24
BP11 SEGAR
BP12 JELA
PANG
BP13 SENJA
BANGKIT BP9
PENDING B
P8
PETIR B
P7
FAJAR BP10
BP3 KEAT
HONG
BP2 SOUTH
VIE
W
TECK W
HYE BP4
PHOENIX B
P5
BUKIT PA
NJANG B
P6
BP14 TEN M
ILE JU
NCTION
1
5AN EPIGRAM DESIGN AND PRODUCTION
FINANCIAL YEAR ENDED 31 MARCH 2002
24 MAY 2002
ANNOUNCEMENT OF FY 2002 RESULTS
20 JUNE 2002
ISSUE OF ANNUAL REPOR T 2002
17 JULY 2002
ANNUAL GENERAL MEETING
24 – 25 JULY 2002 (BOTH DATES INCLUSIVE)
BOOK CLOSURE DATES
5 AUGUST 2002
PROPOSED PAYMENT OF FINAL DIVIDEND
FINANCIAL YEAR ENDING 31 MARCH 2003
24 OCTOBER 2002
PROPOSED ANNOUNCEMENT OF HALF-YEAR RESULTS
11 – 12 NOVEMBER 2002 (BOTH DATES INCLUSIVE)
PROPOSED BOOK CLOSURE DATES
21 NOVEMBER 2002
PROPOSED PAYMENT OF INTERIM DIVIDEND
TO THE NEXT LEVEL
MERGING
IN JULY 2001, SMRT CORPORATION LTD (SMRT CORP) ANNOUNCED
ITS MERGER WITH BUS AND TAXI OPERATOR TIBS HOLDINGS. THIS
WATERSHED EVENT TRANSFORMED SMRT CORP INTO SINGAPORE’S
LARGEST PUBLIC TRANSPORT COMPANY AND THE COUNTRY’S FIRST
MULTI-MODAL PLAYER ON ITS TRANSPORTATION LANDSCAPE.
THE MERGER IS SET TO REDEFINE THE FUTURE OF PUBLIC TRANSPORT
IN SINGAPORE. BUS AND TRAIN SCHEDULES WILL BE MESHED TO
SHORTEN TRAVEL TIME AND ENHANCE THE TRAVEL EXPERIENCE OF
COMMUTERS. THE COMPLEMENTARY NETWORKS AND COMBINED
RESOURCES OF BOTH COMPANIES OFFER EXCELLENT SYNERGIES,
SETTING THE STAGE FOR GROWTH IN RIDERSHIP AND REVENUE.
TO OFFER MULTI-MODAL SERVICES
EXTENDING
MRT TRAINS ROLLED INTO SINGAPORE CHANGI INTERNATIONAL
AIRPORT FOR THE FIRST TIME ON 8 FEBRUARY 2002. SINCE THEN,
THE MUCH-ANTICIPATED CHANGI AIRPORT STATION HAS PROVED TO
BE A HIT WITH AIR TRAVELLERS, VISITORS AND THE 35,000 PEOPLE
WHO WORK AT THE AIRPORT. AN AFFORDABLE 26-MINUTE RIDE
FROM THE CITY, CHANGI AIRPORT STATION IS PART OF SINGAPORE’S
GATEWAY TO THE WORLD, JUST LIKE THE WORLD-CLASS AIRPORT IT
SERVES.
IN ANOTHER LANDMARK EVENT, DOVER STATION OPENED IN
OCTOBER 2001, TO CATER TO STUDENTS AND STAFF OF SINGAPORE
POLYTECHNIC AND RESIDENTS OF DOVER. THE FIRST STATION TO
BE BUILT ON AN OPERATIONAL TRACK, DOVER STATION WAS AN
ENGINEERING FEAT ACHIEVED WITHOUT COMPROMISING THE SAFETY
OF COMMUTERS.
OUR REACH FOR GREATER CONVENIENCE
26.
27
GEARING UP
THERE WAS CAUSE FOR CELEBRATION IN AUGUST 2001 WHEN SMRT
CORP CLINCHED THE MUCH-COVETED AWARD TO OPERATE THE
CIRCLE LINE FROM THE LAND TRANSPORT AUTHORITY (LTA).
THE CIRCLE LINE, OF WHICH THE MARINA LINE IS THE FIRST PHASE,
WILL BE A FULLY-AUTOMATED MEDIUM-CAPACITY LINE LINKED TO
THE EXISTING RAIL NETWORK. IT IS EXPECTED TO BE ABOUT 34 KM
LONG. THE FIRST TWO STAGES OF THE LINE, COVERING ABOUT 10 KM
ARE SCHEDULED TO BE READY IN 2006.
THE CIRCLE LINE WILL BOOST SMRT CORP’S RAIL NETWORK BY 38
PER CENT; OFFERING COUNTLESS OPPORTUNITIES FOR SERVICE
EXCELLENCE AND FUTURE GROWTH.
FOR FUTURE GROWTH
8.
9
CHAIRMAN´S MESSAGE
The year in review was indeed eventful for the Corporation. We announced the plan for a merger with TIBS
Holdings (owner of the No. 2 bus operator and the No. 3 taxi operator in Singapore) in July 2001, won the
award to operate the new MRT Circle Line in August 2001, became a component of the Morgan Stanley
Composite Index for Singapore stocks in November 2001, and successfully issued S$500 million worth of
bonds in December 2001. In addition, two new stations were commissioned, Dover in October 2001 and
Changi Airport in February 2002.
Amid all these milestone events, we were mindful of our core business of providing public transport services.
This has a direct linkage to the country’s economy, and our financial performance in the reporting year reflected
the general slowdown of the Singapore economy. The number of passengers on the MRT system grew only
0.6 per cent over the preceding year, and actually declined in the second half of the year. Ridership on the
LRT was up 1.3 per cent. In the absence of approval for any fare increase, the corresponding passenger
revenue from MRT and LRT operations increased just 0.9 per cent for the year. On the other hand, costs
of operating the MRT and the LRT rose 3.1 per cent, which was attributable to increases in costs related
to staff and to electricity.
With the inclusion of results from the companies of TIBS Holdings for the four months from December 2001
to March 2002, the total revenue for the SMRT Group for the year came to S$500 million, producing
S$92.3 million in profit before interest and taxation, just 3 per cent short of that in the preceding year.
As highlighted previously and therefore not surprising, income from interest-bearing deposits and from
investments fell sharply as they were liquidated and used to make the final payments to the Land Transport
Authority for the purchase of operating assets for the MRT system. Consequently, net profit attributable to
shareholders fell 44.7 per cent to S$56.8 million.
The Board of Directors is staying true to the policy of paying approximately half of the net profit as dividends
to shareholders and is proposing a final gross dividend of 1.5 cents per share. Together with the interim
gross dividend of 1.3 cents per share, this will bring the total gross dividend for the year to 2.8 cents per
share, close to the ordinary gross dividend of 3 cents per share for FY 2001. Net of tax, the total amount
paid as dividends will be S$32.3 million.
The MRT operations continue to be highly rated for safety and for reliability, providing efficient, comfortable
and affordable transportation for over a million commuters, every day, seven days a week. At the same time,
there is always room for improvement and we welcome feedback from customers to help us. We continue
to inculcate in our staff the importance of the human aspects of customer service. And, as always, safety
of operations, and its connotations of proper maintenance and operating procedures, is paramount.
10.
11
The LRT operations improved and attained high levels of service availability for most of the year, but had its
record marred by several disruptions of service in the later part. These have been thoroughly investigated,
expert consultants have been appointed to provide advice, and refinements in operating procedures,
maintenance and trouble shooting are being implemented. We should see improvements in reliability and
in service recovery.
Following approval of a scheme of arrangement by the High Court, the merger of the Corporation with TIBS
Holdings took effect on 11 December 2001, and TIBS Holdings subsequently was delisted from the Singapore
Exchange. The merger brought together 2,987 staff from the companies in the TIBS Group and the 3,115
staff in the SMRT Group, for a total strength of 6,102 people who account for about half of the land transport
sector in Singapore. By the same token, the combination of TIBS’ 790 buses and 2,000 taxis with SMRT’s
106 MRT trains and 19 LRT trains makes the Corporation the first and largest multi-modal land transport
provider in the country.
However, neither being the first nor being the largest is of any importance. In fact, neither was a consideration
for the merger. In truth, the focus of the merger is the melding of the road operations and the rail operations
to achieve better connectivity, shorten door-to-door travelling time, and thereby enhance the appeal of the
integrated system to commuters.
It was decided from the outset that there would not be any sweeping changes overnight to the way the
two groups were managed. Given their complementary nature and their different requirements, redundancies
arising from duplication of activities are marginal. The merger is not driven by the ability to wring out
economies of scale from two disparate organisations, and involuntary retrenchments will not be necessary.
The brand identities of the companies in the TIBS Group will be retained, in recognition of the customer
goodwill they have earned. Likewise, the SMRT brand will be kept. Behind the scenes, teams comprising
members from both organisations have been working on the integration processes, drawing on the
strengths of each side.
The successful bid to be the operator of the new Circle Line underpins the Corporation’s future growth, even if
the inauguration is still some years away. When completed, it will add 34 km of track to the current network
length of 89 km. A team of experienced SMRT engineers has been formed to work with the Land Transport
Authority on the development of the new line.
For the current financial year starting April 2002, the Corporation’s business prospects hinge on the direction
that the Singapore economy takes. At this point, the chances for some modest growth look good. On a
positive note, the reduction in corporate tax rate to 22 per cent with effect from year of assessment 2003
will reduce the Group’s deferred tax charge and liability by S$16.1 million.
During the course of the year in review, there were two departures from and three additions to the Board
of Directors. Mr Ho Tian Yee, who had served on the Board, and its predecessor board, for over six years,
stepped down in September 2001, at his own request because of other demands on his time. On behalf
of fellow directors, I thank Mr Ho for his valuable contributions and inputs to SMRT during his membership.
At the end of December 2001, Mr Kwek Siew Jin stood down as a director, consequent to his resignation
from office as President of the Corporation. On behalf of the Board, I express appreciation of and gratitude
to Mr Kwek for his dedicated and capable leadership of the Corporation, and in particular for his enthusiastic
and unstinting presentations of the company to potential investors in the run up to its successful listing
on the Singapore Exchange. We wish both Mr Ho and Mr Kwek the best in their future endeavours.
In turn, Ms Engelin Teh Guek Ngor was appointed as an independent non-executive director in August 2001,
and Mr Ng Ser Miang, formerly Managing Director of TIBS Holdings, was appointed also as an independent
non-executive director in December 2001. Mr Boey Tak Hap was appointed as President & CEO of the
Corporation with effect from 1 January 2002, and appointed as a director at the same time. On behalf of
the Board, I welcome Ms Teh, Mr Ng and Mr Boey, and look forward to working with them in lifting the
Corporation to higher achievements.
In closing, I must thank all our staff for their diligence and attention to duty, our customers for choosing
to travel with SMRT, TIBS and our associate companies, and our shareholders for their trust in the Corporation.
Chew Choon Seng
Chairman
12.
13
CHEW CHOON SENG
Chairman
SMRT Corporation Ltd
Senior Executive Vice President
(Administration)
Singapore Airlines Limited
BOEY TAK HAP
Director & President & CEO
from January 2002
SMRT Corporation Ltd
CHEAH KEAN HUAT
Vice President & General
Manager
Asia Pacific Hewlett-Packard
Services
DANIEL EE HOCK HUAT
Managing Director & Consultant
Meridian Capital Pte Ltd
LYE FEI
President
SembCorp Parks Management
Pte Ltd and SembCorp Parks
Holdings Ltd
NG SER MIANG
Director from December 2001
Chairman
SIngapore Sports Council
JIMMY PHOON SIEW HENG
Managing Director,
Corporate Stewardship
Temasek Holdings (Private)
Limited
TAN YONG SOON
CEO & Member
Urban Redevelopment Authority
ENGELIN TEH GUEK NGOR
Director from August 2001
Managing Director
Engelin Teh Practice LLC
KOH KHENG SIONG
Controller
ExxonMobil Singapore
VICTOR LOH KWOK HOONG
President & CEO
V&L Associates Pte Ltd
HO TIAN YEE
Director until September 2001
Managing Director
Pacific Asset Management (S)
Pte Ltd
KWEK SIEW JIN
Director & President until
December 2001
President
Singapore Power Limited
BOARD OF DIRECTORS
14.
15
BOEY TAK HAP
President & CEO
SMRT Corporation Ltd
Managing Director
Singapore MRT Ltd
FONG SECK KONG
Executive Vice President
SMRT Corporation Ltd
Deputy Managing Director
Singapore MRT Ltd
LOW AH TEE
Senior Vice President
(Corporate Services)
SMRT Corporation Ltd
General Manager
(Human Resources and
Administration)
Singapore MRT Ltd
CATHERINE KUAN-LEE
YEE FONG
Senior Vice President (Finance)
SMRT Corporation Ltd
Company Secretary
SMRT Corporation Ltd
General Manager (Finance)
Singapore MRT Ltd
RAYMOND JOHN TURNELL
Senior Vice President
(Corporate Planning &
Strategic Development)
SMRT Corporation Ltd
HARRY TAN CHUAN HUAT
Senior Director (Maintenance)
Singapore MRT Ltd
VINCENT TAN PENG HOCK
Senior Director (Traffic)
Singapore MRT Ltd
LAWRENCE LAU KAI KUM
Director (Internal Audit)
SMRT Corporation Ltd
KHOO HEAN SIANG
Director (Marina/Circle Line)
Singapore MRT Ltd
LEONG YIM SING
Director (Training & Productivity)
Singapore MRT Ltd
GOH CHEE KONG
Director
(Corporate Communications)
Singapore MRT Ltd
TAY TIEN SENG
Director (SLRT)
Singapore LRT Pte Ltd
TAN HUP FOI
Chief Executive
Trans-Island Bus Services Ltd
TEO JOO HUAK
General Manager
Trans-Island Bus Services Ltd
MORRIS PIPER
Assistant General Manager
(Traffic)
Trans-Island Bus Services Ltd
General Manager
Bus-Plus Services Pte Ltd
WONG JOO POK
General Manager
TIBS Motors Pte Ltd
OH SEONG TATT
General Manager
TIBS Taxi Pte Ltd
KARINE LIM
Assistant General Manager
(Human Resources)
Trans-Island Bus Services Ltd
SENIOR MANAGEMENT
16.
17
CORPORATE STRUCTURE
SMRT CORPORATION LTD
SINGAPORE MRT LTD
SMRT INTERNATIONAL PTE LTD
SMRT ENGINEERING PTE LTD TRANSYS PTE LTD
SMRT INVESTMENTS PTE LTD CONVENIENCE SHOPPER PTE LTD
RFP INVESTMENTS PTE LTD MEDIACORP PRESS LTD
TPG INVESTMENTS PTE LTD
TIBS HOLDINGS LTD
100%
100%
100%
100%
100%
50%
49%
30.2%
33.3%
40%
50%
100%
100%
100%
SINGAPORE LRT PTE LTD
TRANS-ISLAND BUS SERVICES LTD
BUS-PLUS SERVICES PTE LTD
SINGAPORE SHUTTLE BUS (PTE) LTD
EZCARD PTE LTD
TIBS TAXIS PTE LTD
TRANSIT LINK PTE LTD
TIBS MOTORS PTE LTD
TIBS LEASING PTE LTD
TIBS TRADING PTE LTD
TIBS INVESTMENT PTE LTD
100%
100%
100%
50%
15%
100%
100%
100%
100%
33.3%
Note: Dormant companies of TIBS Group are not reflected.
18.
19
> SMRT announces it will bid for the Circle Line, following the Land Transport Authority’sannouncement that tenders will be invited to operate the line for 40 years.
> Raffles Place is named MRT Station of the Year in the SMRT Inter-station Competitionwhile Orchard Station wins the Most Improved Station Award. A total of 44 staff arehonoured for courteous acts to passengers.
> SMRT Corp releases its full year results for financial year ended 31 March 2001, posting anet profit of S$104.6 million. The Company’s continued growth in FY 2001 was boosted bystrong ridership growth, fare increases and the expansion of non-fare based revenue streams.
> Investor Relations Magazine gives SMRT Corp an Honourable Mention for “Best InvestorRelations for an IPO” in its Asia Awards 2001.
> SMRT launches trials for three types of waiting lines on station platforms. The lines aredesigned to help passengers board and alight from trains smoothly.
> SMRT Corp and TIBS Holdings announce their merger. The merger agreement providesfor SMRT Corp to pay S$1.405 in cash for each TIBS share. The merging of the businessesof SMRT Corp and TIBS will be effected by a scheme of arrangement under Section 210of the Companies Act, Chapter 50.
> SMRT launches its Employee Share Option Plan at a grant price of S$0.816. More than7.5 million share options are allocated to staff, out of which 96.7 per cent are accepted.
> SMRT Corp holds its second Annual General Meeting. The AGM marks the first gatheringof SMRT Corp’s shareholders since its public listing on the Singapore Exchange.
> SMRT Corp clinches the bid to operate the Circle Line. > A new signage system is launched in all MRT/LRT stations providing for:
– One line, one colour – New codes for stations – End destination numbers
> The President’s Tunnel Challenge sees 7,100 people walking through a 4.6 kilometrestunnel to raise funds for charity. The first ever tunnel walk from Expo Station to ChangiAirport Station raised S$900,000.
> The Securities Investors Association of Singapore Choice Awards 2001 named SMRTCorp runner-up for the Most Transparent Company Award in the Transport/Storage/Communications sector.
> To create a service-oriented organisation, SMRT launches a Face-to-Face programme thatrequires non-frontline staff to offer face-to-face service to commuters in MRT stations.
> SMRT receives a silver Singapore HEALTH Award.
SIGNIFICANT EVENTS
MAY
JUNE
JULY
APRIL
AUGUST
SEPTEMBER
> Dover Station, located between Buona Vista and Clementi stations, opens for passengerservice. Mr Yeo Cheow Tong, then Minister for Communications and Information Technologyofficiates at the official opening ceremony.
> SMRT Corp announces its interim results recording a net profit of S$29.4 million for thesix months ended 30 September 2001. Turnover stood at S$208.4 million. The companydeclared an interim dividend of 1.3 cents per share.
> Forbes magazine puts SMRT on its list of the world’s 200 best small companies. Thecompanies are judged on profitability and sales growth.
> Fifteen SMRT and nine SLRT staff receive the Transport Gold Award at a Transport Sector& Road Courtesy Campaign ceremony.
> Cheers@SMRT convenience stores officially open at Ang Mo Kio, Admiralty and Tampinesstations.
> The National Council of Social Services presents the SHARE Programme DistinguishedGold Award to SMRT.
> SMRT Corp announces its inaugural bond issue to help finance its merger with TIBSHoldings and its final payment for the purchase of operating assets from the LTA. TheS$500 million bond issue is made up of equal portions of a three-year fixed rate bond anda five-year fixed rate bond.
> SMRT Corp raises its profile among investors with its inclusion as a constituent stock inthe Singapore Indices of the Morgan Stanley Composite Index.
> SMRT Corp honours 108 employees with Excellent Service Awards in recognition of theirquality service.
> The merger of SMRT Corp and TIBS Holdings takes effect on 11 December 2001. TIBSbecomes a wholly-owned subsidiary of SMRT Corp and is delisted from the SingaporeExchange the following day.
> A fifth collective agreement with National Transport Workers Union/SMRT Branch Unionis signed.
> SMRT Corp names Mr Boey Tak Hap, former President and CEO of Singapore PowerLimited, as its new President and Chief Executive Officer.
> Forty-five thousand commuters preview the new ez-link Card before its official launch.
> Changi Airport Station opens, offering a direct connection between the ChangiAirport MRT Extension and the East West Line. Minister for Transport, Mr Yeo CheowTong officiates at the station’s opening ceremony.
> SMRT Corp rolled out information on its integrated services, passing on to commutersthe benefits of being a multi-modal transport operator. These new passenger informationinitiatives include enhanced bus stop plates, signage with first and last bus/train timingand Easy Guide Line Diagrams on selected buses.
OCTOBER
NOVEMBER
DECEMBER
JANUARY
FEBRUARY
MARCH
26.
27
THE YEAR
FINANCIAL YEAR 2002 SAW THE DRAMATIC EXPANSION OF SMRT CORP’S
TRANSPORT NETWORK AND BUSINESS ACTIVITIES. THE MERGER WITH
TIBS EFFECTIVELY TRANSFORMED SMRT CORP INTO SINGAPORE’S FIRST
AND LARGEST MULTI-MODAL TRANSPORT OPERATOR, ADDING TIBS FLEET
OF 790 BUSES AND 2,000 TAXIS TO SMRT’S STABLE OF 106 MRT TRAINS
AND 19 LIGHT RAIL TRAINS.
THE GROUP’S WINNING BID FOR THE CIRCLE LINE IS EXPECTED TO ADD
ANOTHER 34 KILOMETRES OF TRACKS TO THE CURRENT 89 KM OF UNDER-
GROUND AND ELEVATED TRACKS. THESE DEVELOPMENTS PLACE SMRT
CORP FIRMLY ON THE PATH OF FUTURE GROWTH. AT THE SAME TIME
OUR EXPANDED NETWORK AND WIDER REACH MAKE IT IMPERATIVE TO
CONSTANTLY IMPROVE, STREAMLINE, AND REVIEW OUR OPERATIONS SO
AS TO OFFER A SUPERIOR TRAVEL EXPERIENCE TO ALL COMMUTERS.
IN REVIEW
22.
23
RAIL OPERATIONS
As a public transport provider, SMRT is committed to delivering a safe, punctual and affordable
service to commuters every day of the year. To do this, we believe that our service levels
should stand up to scrutiny.
In 2001, all our performance indicators continued to exceed the performance standards set
by the Land Transport Authority (LTA). For punctuality, 96 per cent of train arrivals were within
two minutes of schedule (against LTA’s benchmark of 94 per cent) and 98.6 per cent of
trains departed within two minutes of schedule (against LTA’s benchmark of 96 per cent).
We also surpassed LTA’s standards on other performance indicators such as train availability
and the reliability of escalators, ticketing machines and signalling systems.
An independent passenger survey conducted in 2001 revealed that SMRT met the expectations
of 70 per cent of respondents. The survey by Precision Research Services also showed that
SMRT’s overall standard of service exceeded the expectations of 25 per cent of respondents.
We will continue to be focussed on the fundamentals of good service as we work to raise the
standards of urban transportation in Singapore.
One major development on Singapore’s urban transport landscape has been the introduction
of the Contactless Smart Card (CSC) for selected preview in January 2002.
In tandem with the LTA and other transport operators, SMRT was busy gearing up for the
launch of the CSC throughout FY 2002.
To facilitate the migration to the latest technology required by the CSC, all existing ticketing
systems have been supplemented with support equipment for the new Enhanced Integrated
Fare System (EIFS). The new system which includes ticketing machines, passenger service
machines and station computers will run parallel to the current magnetic fare card system
for at least six months before replacing it completely.
The CSC has been designed to cater to the expanding rapid transit system and public transport
networks. The new system offers many benefits to commuters such as faster, more efficient
boarding, automatic and accurate fare calculation and better security features.
In April 2001, SMRT increased the train stopping times during peak hours at busier stations. More
train services were also added in response to heavier passenger volumes during peak hours.
Train stopping times at busy stations like Orchard and Choa Chu Kang were increased by up
to 14 seconds to allow passengers to board and alight from trains more comfortably. In the
mornings, additional runs were introduced on southbound trains from Yishun to Marina Bay
and cross-line trains from Ang Mo Kio to Pasir Ris via Jurong East.
SINGAPORE
MRT LTD (SMRT)
SURPASSING
STANDARDS
GEARING UP
FOR THE SMART
CARD
PEAK HOUR
INITIATIVES
24.
25
During the evening peak hours, additional runs were introduced from Marina Bay as well as
from Boon Lay to Pasir Ris stations. These changes mean that trains now run as frequently
as 2.1 minutes during peak periods.
In another initiative that took effect in April 2001, the first northbound train service at Newton,
Novena, Toa Payoh, Braddell and Bishan stations now departs 12 minutes earlier on weekdays.
The revised departure times were introduced to enable passengers from the central area to
reach their work places in the northern areas of Woodlands and Senoko before 7.00 a.m.
In the year under review, several initiatives were introduced to achieve better passenger
movement through stations during peak hours.
To ensure a smoother passenger flow during the morning and evening rush hour, two L-shaped
yellow lines have been introduced on platforms in busier stations, following trials of three different
types of waiting lines. Commuters are encouraged to wait behind the yellow lines until alighting
passengers have exited before boarding the trains.
In the same way, a ‘Keep Left’ trial for passengers using escalators during peak hours was conducted
at Raffles Place Station. The trial was successful and the scheme has been implemented.
Another measure that was introduced to ease peak hour blues – red flashing lights installed
above platform screen doors at a total cost of S$850,000. The flashing lights indicate that
train doors are closing and allow commuters to either board the train quickly or wait a few
minutes for the next one.
Apart from managing passenger flow, SMRT also rolled out initiatives to help customers find
their way around the MRT system and to make their time in the stations more pleasant.
A new signage system initiated by LTA was introduced in July, assigning a single colour code
to each MRT route. Supporting the colour codes, an alpha numeric system was also introduced
to help commuters identify the stations.
A programme launched in 2000 to upgrade the air-conditioning in stations moved into its
second phase in 2001 with the upgrading of the air conditioning systems at Toa Payoh,
Somerset and Bugis stations. A similar scheme to install electric fans in public toilets in all
the aboveground stations is also underway. In 2000, fans were installed in public toilets of
the underground stations.
STATION
IMPROVEMENTS
During the year, various components of the Rail Travel Information System (RATIS) were
installed in all MRT stations. RATIS is a station display system designed to provide passengers
with timely travel information on train arrival times, delays, disruptions and alternative
routes of travel. It can also provide public service information such as announcements on
MINDEF Open Mobilisation Exercises, national emergency and safety messages as well as
commercial promotions.
As a follow-up to the opening of the Changi Airport Station and the progressive introduction
of lifts in all MRT stations, SMRT plans to introduce wide aisle fare gates in every MRT station.
This is for the convenience of less-mobile passengers and air travellers using the MRT.
Singapore Technologies Electronics Limited has been commissioned to design and develop
the wide gates. All other MRT stations are expected to be fitted with wide gates by 2003.
In the year under review, SMRT raised the bar for customer service by introducing an element
of warmth to its reputation for running a safe and efficient system.
In September, the company launched a programme to nurture a stronger customer service
culture throughout the organisation. Under the Face-to-Face Programme (F2F), all levels of
non-frontline staff are exposed to short working stints spent serving customers in train
stations. The scheme aims to help staff gain a first-hand appreciation of commuters’ needs.
To drive customer service efforts throughout the organisation, a 3P Programme was introduced
in April 2001, focussing on continuous improvement to Products and Procedures and encouraging
Personal initiatives. Various activities were initiated: among them a suggestion scheme which
yielded 210 suggestions on improvements to facilities, information and passenger services.
A monthly dialogue chaired by the President updates staff on 3P activities.
Beyond the station, our focus on providing safe, efficient train services continued to drive all
technical aspects of our operations.
On-going work to introduce a new radio communications system moved into its installation
phase. The S$33.7 million Dimetra Digital Trunked Radio System, will provide at least 98 per
cent radio coverage along SMRT’s island-wide train routes and at the three depots. The
system incorporates features which enable better command from Operations Control Centre
(OCC) and efficient dispatch operations for SMRT’s fleet of passenger trains and maintenance
vehicles.
The United Kingdom’s Halcrow Group was commissioned to carry out a detailed study of the
condition of our tunnels in response to concerns raised by the LTA during tunnel inspections. The
entire study was completed in October 2001 at a cost of S$463,600.
SERVICE WITH
A HUMAN FACE
IMPROVING
RELIABILITY
26.
27
SELECTED OPERATING DATA
THE TABLE BELOW SHOWS PASSENGER GROWTH AND OTHER SELECTED OPERATING DATA OF THE MRT SYSTEM FOR THE
FINANCIAL YEARS ENDED 31 MARCH 1998, 1999, 2000, 2001 AND 2002.
YEAR ENDED 31 MARCH
1998 1999 2000 2001 2002
ROUTE LENGTH AT PERIOD END (KILOMETRES) 83.0 83.0 83.0 84.94 89.40
TOTAL NUMBER OF PASSENGERS (MILLIONS) 336.98 346.35 367.19 387.39 389.66
GROWTH IN PASSENGER NUMBERS (%) 5.79 2.78 6.02 5.50 0.59
CAR KILOMETRES OPERATED (MILLIONS) 73.5 73.5 74.1 75.3 81.38
GROWTH IN CAR KILOMETRES OPERATED (%) 1.52 0 0.82 1.61 8.07
NAME OF ACADEMIC & PROFESSIONAL DIRECTORSHIP: DIRECTORSHIPS OR CHAIRMANSHIPS
DIRECTOR QUALIFICATIONS DATE FIRST IN OTHER LISTED COMPANIES &
/AGE APPOINTED OTHER MAJOR APPOINTMENTS,
DATE LAST BOTH PRESENT AND HELD
RE-ELECTED OVER THE PRECEDING 3 YEARS
Tan – Bachelor of Arts (Hons), 07.03.2000 CEO & Member Urban Redevelopment Authority
Yong Engineering Tripos, 18.07.2001
Soon University of Cambridge Member Energy Market Authority of
47 yrs Singapore
– Master of Business
Administration, National Director National Healthcare Group Pte Ltd
University of Singapore
Director SilkAir (Singapore) Pte Ltd
– Master in Public
Administration, Harvard Deputy Ministry of Finance
University Secretary from 1998 till 2001
(Policy)
Engelin – LLB (Hons), National 01.08.2001 Managing Engelin Teh Practice LLC
Teh Guek University of Singapore Director
Ngor
47 yrs – Fellowship of the Singapore Director Singapore Power Limited
Institute of Arbitrators
– Senior Counsel
PARTICULARS OF DIRECTORS (CONT´D)
DIRECTOR BOARD APPOINTMENTS BOARD COMMITTEES
– EXECUTIVE OR NON-EXECUTIVE DIRECTOR AS CHAIRMAN OR MEMBER
– INDEPENDENT OR NON-INDEPENDENT DIRECTOR
AUDIT EXCO NOMINATING REMUNERATION
Chew Choon Seng Non-Executive/Independent Chairman Member Chairman
Boey Tak Hap Executive/Non-Independent Member
Cheah Kean Huat Non-Executive/Independent Member
Daniel Ee Hock Huat Non-Executive/Independent Chairman
Koh Kheng Siong Non-Executive/Independent Member Member Member
Victor Loh Kwok Hoong Non-Executive/Independent Member
Lye Fei Non-Executive/Independent Member
Ng Ser Miang Non-Executive/Independent Member
Jimmy Phoon Siew Heng Non-Executive/Non-Independent Member Member
Tan Yong Soon Non-Executive/Independent
Engelin Teh Guek Ngor Non-Executive/Independent Member Chairman
BOARD OF DIRECTORS & COMPOSITION OF BOARD COMMITTEES
A N N E X 2
FINANCIALS
CONTENT
F INANCIAL REV IEW 66
DIRECTORS’ REPORT 70
STATEMENT BY DIRECTORS 84
AUDITORS’ REPORT 85
BALANCE SHEETS 86
PROFIT AND LOSS ACCOUNTS 88
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 89
STATEMENT OF CHANGES IN EQUITY 90
CONSOLIDATED STATEMENT OF CASH FLOWS 91
NOTES TO THE F INANCIAL STATEMENTS 94
ADDIT IONAL INFORMATION 150
SHAREHOLDERS’ INFORMATION 151
SHARE PRICES AND TURNOVER 152
HALF YEARLY RESULTS OF THE GROUP 153
VALUE ADDED STATEMENT 154
NOTICE OF ANNUAL GENERAL MEETING 155
PROXY FORM
66.
67
FINANCIAL REVIEW
In December 2001, the Company completed its acquisition of TIBS Holdings Ltd (“TIBS”). Accordingly, the audited
accounts of the Group now include the results of TIBS for the period from December 2001 to March 2002.
Group revenue grew 21.1% to $500.0 million. SMRT Group excluding TIBS registered a turnover of $416.8 million, a
marginal increase of 0.9%. Revenue for the first half of the financial year under review stood at $208.4 million, an increase
of 2.6% over the preceding year. Profit after taxation decreased 53.8% to $29.4 million in the first half. Revenue for the
second half increased 39% to $291.5 million as a result of the consolidation of TIBS’ results for four months. However,
after-tax profits declined 30.2% to $27.4 million due to lower interest and investment income, higher depreciation and
interest expenses on the $500 million bonds.
Excluding TIBS’ four-month per formance and financial impact of the acquisition (i.e. interest cost on borrowing of
$200 million and amortisation of goodwill), revenue for the second half year would be $208.4 million, a decline of 0.7%
and profit after taxation would be $22.3 million, 43.2% lower than the second half year in FY 2001.
REVENUE
Fare revenue on the MRT system grew 0.7% to $375.0 million. Average daily MRT ridership for FY 2002 was 1,067,600,
representing an increase of 0.6% over FY 2001.
Fare revenue on the LRT system grew 9.5% to $8.4 million. Average daily LRT ridership increased 1.3% to 40,100.
Rental and advertising revenue increased marginally on account of higher rental income and advertising revenue of
$0.8 million from TIBS. Advertising revenue on the MRT system declined $1.3 million because of stiffer competition and
reduced spending by advertisers.
Engineering and other services, excluding related contributions from TIBS, increased $0.9 million to $1.5 million from the
leasing of fibre optics cables to telecommunication services companies.
OPERAT ING EXPENSES
Operating expenses increased 27.9% or $92.1 million compared to the previous financial year. The inclusion of costs from
TIBS for the first time contributed to the increase. Excluding TIBS, operating expenses (net of depreciation and asset-
related grant) increased 3.1% or $7.8 million due to the following:
STAFF AND RELATED COSTS
Staff and related costs increased 3.8% to $149.9 million. The restoration of the employer CPF contribution rate from 12%
to 16% in January 2001 increased salary costs by 2.2%. The outstanding cost increases are attributable to the addition-
al staffing required for Changi Airport MRT Extension and Dover Station.
REPAIRS AND MAINTENANCE COSTS
Repairs and maintenance costs declined 1.5% or $0.5 million. The reduction in repairs and maintenance costs for the rail
system was attributable to the completion of several major maintenance projects last year.
ELECTRICITY COSTS
Electricity costs increased 0.5% due to the operation of the Changi Airport MRT Extension and Dover Station and increased
train runs. The reduction in electricity tariffs of approximately 5.8% mitigated against these cost increases.
OTHER OPERATING EXPENSES
The increase in other operating expenses stood at 6.5% or $2.6 million. This was attributed mainly to an increase in
SMRT’s share of Transit Link expenses for the first eight months ($1.2 million), costs related to the $500 million bond
issue, the merger with TIBS and SMRT’s tender for the Circle Line.
68.
69
FINANCIAL REVIEW (CONT´D)
DEPREC IAT ION
Depreciation increased $27.5 million to $149.7 million. Excluding TIBS, depreciation increased 9.4% or $11.4 million to
$133.7 million, due mainly to the full-year depreciation of 16 new trains and adjustments to the useful lives of certain
assets.
AMOR T ISAT ION OF ASSET -RELATED GRANT
The increase in amortisation of asset-related grant corresponds to the increase in depreciation arising from adjustments
to the useful lives of certain assets.
I NTEREST AND INVESTMENT INCOME
Interest and investment income fell 94.9% from $49.2 million to $2.5 million in FY 2002. This was because the fourth
annual instalment payment to LTA and capital expenditure reduced the Group’s investment funds.
SHARE OF RESULTS OF ASSOC IATES
Losses from associates in FY 2002 amounted to $6.3 million. Of this amount, the share of losses in MediaCorp Press
accounted for $5.6 million.
PROF I T AFTER TAXAT ION
The Group achieved a net profit of $56.8 million for FY 2002, a decline of 44.7% compared to the previous year. This was
due to significantly reduced interest and investment income and lower operating profit.
D IV IDENDS
The Board of Directors has proposed a final gross dividend of 1.5 cents per share, less tax of 22%. Combined with the
interim gross dividend of 1.3 cents per share, less tax of 24.5%, the total gross dividends for the full year amount to 2.8
cents per share.
The Company intends to continue paying an ordinary dividend of approximately 50% of the consolidated net profit from
operations for each financial year, subject to capital expenditure and other investment plans.
FY2000
29.3
338.7
32.9
380.1
60.7
439.3
FY2001FY2002
FY2000FY2001
FY2002
72.2
38.9
22.930.0
124.4
78.0
40.1
35.5
31.6
144.4
103.2
55.3
41.2
38.0
184.0
FY2000FY2001
FY2002
75.1
87.3
49.2
95.2
2.5
92.3
FY2000
FY2001
FY2002
150.0
150.0
150.0
387.8
381.4
385.4
FY2000FY2001
FY2002
355.7
284.9
1,118.0 1,134.3
1,385.2
1,069.6
65.948.4
184.0
REVENUE ($M) OPERATING EXPENSES ($M)
SHARE CAPITAL AND RESERVES ($M) TOTAL ASSETS EMPLOYED ($M)
NON-FARE REVENUE
FARE REVENUE
DEPRECIATION NET OF AMORTISATION INTEREST & INVESTMENT INCOME
PROFIT FROM OPERATIONSOTHER OPERATING EXPENSES
ELECTRICITY & DIESEL COSTS
REPAIRS & MAINTENANCE COSTS
OTHER ASSETS
CASH EQUIVALENTS & INVESTMENTS
PAID-UP CAPITAL
SHAREHOLDERS’ FUNDS
FIXED ASSETS
STAFF & RELATED COSTS
INTEREST & INVESTMENT INCOME AND
PROFIT FROM OPERATIONS ($M)
70.
71
DIRECTORS´ REPORT
On behalf of all the directors of the Company, we are pleased to submit this annual report to the members together with
the audited financial statements of the Group and of the Company for the financial year ended 31 March 2002.
D IRECTORS
The directors in office at the date of this report are as follows:
Chew Choon Seng Chairman
Boey Tak Hap (Appointed on 1 January 2002)
Lye Fei
Koh Kheng Siong
BG (NS) Tan Yong Soon
Daniel Ee Hock Huat
Victor Loh Kwok Hoong
Cheah Kean Huat
Jimmy Phoon Siew Heng (Appointed on 2 May 2001)
Engelin Teh Guek Ngor (Appointed on 1 August 2001)
Ng Ser Miang (Appointed on 13 December 2001)
PR INC IPAL ACT IV I T I ES
The principal activities of the Company are those relating to investment holding and provision of engineering consultancy
and other engineering services and management services to group companies.
The subsidiaries are involved in five key businesses as follows:
( I ) RAIL OPERATIONS
Its principal activities are to provide transport-related business in Singapore. It operates both the Mass Rapid Transit
System (“MRT”) and Bukit Panjang Light Rapid Transit System (“LRT”).
( I I ) BUS OPERATIONS
Its principal activities are to provide bus services and charter hire services.
( I I I ) TAXI OPERATIONS
Its principal activities are to provide rental of taxis and provision of taxi services.
( I V ) RENTAL AND ADVERTISING
Its principal activities are the leasing of commercial space, kiosks and advertising panels at the MRT and LRT
stations as well as advertising panels in trains, buses and taxis.
F O R T H E Y E A R E N D E D 3 1 M A R C H 2 0 0 2
PR INC IPAL ACT IV I T I ES (CONT ’D )
( V ) ENGINEERING SERVICES AND OTHER SERVICES
The business provides consultancy, project management services, lease of fibre optic cable, rental of motor vehicles
and repair and maintenance services.
Except for the acquisition of TIBS Holdings Ltd and its subsidiaries whose principal activities are those relating to the
provision of bus and taxis services, there have been no significant changes in activities of the Group or of the Company
during the financial year.
ACQU IS I T IONS AND D ISPOSALS OF SUBS ID IAR IES
The following acquisition of subsidiary was made during the financial year:
GROUP’S
EFFECTIVE SHARE OF NET
EQUITY INTEREST TANGIBLE ASSETS
NAME OF SUBSIDIARY ACQUIRED ACQUIRED CONSIDERATION
% $’000 $’000
ACQUIRED BY THE COMPANY
TIBS Holdings Ltd 100 129,477 198,637
On 9 July 2001, the Company and TIBS Holdings Ltd ("TIBS") entered into a Merger Agreement for the merger of the
Company and TIBS pursuant to a scheme of arrangement under Section 210 of the Companies Act (the "Scheme"). Under
the Scheme:
a) 138,616,272 shares of TIBS held by shareholders as at the Relevant Date on 10 December 2001, being one business
day before the Scheme effective date of 11 December 2001, were cancelled in exchange for the Scheme price of
$1.405 in cash per share paid by the Company; and
b) 138,616,272 shares of TIBS, being equal in number to the cancelled shares, were issued to the Company and credited
as fully paid-up.
c ) 3,242,011 employee shares option of TIBS were cancelled in exchange for cash for the difference between the Scheme
price of $1.405 per share and the subscription prices of the options.
The Scheme was sanctioned by the High Court of Singapore on 21 November 2001 and took effect on 11 December 2001.
Upon the effective date of the Scheme, TIBS became a wholly-owned subsidiary of the Company and its shares were
withdrawn from the Official List of the Singapore Exchange Securities Trading Limited.
72.
73
DIRECTORS´ REPORT (CONT´D)
F O R T H E Y E A R E N D E D 3 1 M A R C H 2 0 0 2
ACQU IS I T IONS AND D ISPOSALS OF SUBS ID IAR IES (CONT ’D )
As a result of the acquisition, the following companies, which was previously accounted as associates of the Group,
became subsidiaries:
EFFECTIVE EQUITY
INTEREST HELD
BEFORE THE AFTER THE
SCHEME SCHEME
Bus-Plus Services Pte Ltd 50.0% 100.0%
Transit Link Pte Ltd 33.3% 66.7%
EZCard Pte Ltd 40.0% 55.0%
There were no other acquisitions and disposals of subsidiaries during the financial year.
F INANC IAL RESULTS
The results of the Group and of the Company for the financial year are as follows:
THE GROUP THE COMPANY
$’000 $’000
Profit after taxation 56,797 44,872
Retained profits brought forward, as previously reported 188,842 86,073
Effects of adopting accounting standards:
– SAS 10 (Proposed dividend income) – (38,237)
– SAS 10 (Proposed dividend payable) 35,674 35,674
– SAS 17 (Employee benefits) (4,560) (177)
– SAS 31 (Provisions) 13,475 –
– SAS 34 (Intangibles) (1,996) –
Retained profits brought forward, as restated 231,435 83,333
288,232 128,205
Dividends:
Final dividends paid:
– Ordinary dividend of 15% less tax of 24.5% in respect of year 2001 (16,988) (16,988)
– Special dividend of 16.5% less tax of 24.5% in respect of year 2001 (18,686) (18,686)
Interim ordinary dividend of 13% less tax of 24.5% in respect of year 2002 (14,723) (14,723)
(50,397) (50,397)
Retained profits carried forward 237,835 77,808
TRANSFERS TO AND FROM RESERVES AND PROV IS IONS
There were no material transfers to or from reserves during the financial year. Material movements in provisions (including
allowance, impairment and depreciation) are as set out in the notes to the accompanying financial statements.
I SSUE OF SHARES OR DEBENTURES
During the financial year, there were the following issues of shares:
BY THE SUBSIDIARIES
NAME OF SUBSIDIARIES DESCRIPTION OF SHARES ISSUED PURPOSES OF ISSUE
Singapore LRT Pte Ltd 1,500,000 ordinary shares of To provide additional working capital
$1 each fully paid at par for cash
RFP Investments Pte Ltd 7,876,000 ordinary shares of To provide additional working capital
$1 each fully paid at par for cash
Except for the above, there was no other issue of shares or debentures during the financial year.
ARRANGEMENTS TO ENABLE D IRECTORS TO ACQU IRE SHARES AND DEBENTURES
Except as disclosed under the “Share Options” section of this report, neither at the end of nor at any time during the
financial year was the Company a party to any arrangement whose objects are, or one of whose objects is, to enable the
directors of the Company to acquire benefits by means of the acquisition of shares in or debentures of the Company or any
other body corporate.
74.
75
DIRECTORS´ REPORT (CONT´D)
D IRECTORS ’ INTERESTS IN SHARES OR DEBENTURES
According to the register kept by the Company for the purposes of Section 164 of the Companies Act, Chapter 50 (the
“Act”), particulars of interests of directors who held office at the end of the financial year in shares and debentures in the
Company and in related corporations are as follows:
OTHER HOLDINGS IN WHICH
THE DIRECTOR IS DEEMED
HELD BY DIRECTOR TO HAVE AN INTEREST
AS AT AS AT
1/4/2001 1/4/2001
OR DATE OF AS AT OR DATE OF AS AT
APPOINTMENT 31/3/2002 APPOINTMENT 31/3/2002
THE COMPANY
ORDINARY SHARES OF $0.10 EACH FULLY PA ID
Chew Choon Seng 50,000 50,000 – –
Daniel Ee Hock Huat 50,000 50,000 5,000 5,000
Victor Loh Kwok Hoong 50,000 50,000 1,000 1,000
Cheah Kean Huat 30,000 30,000 – –
2.87% BONDS MATURING IN 2004
Boey Tak Hap $250,000 $250,000 – –
RELATED CORPORATIONS
CAPITALAND LIMITED
ORDINARY SHARES OF $1.00 EACH FULLY PA ID
Koh Kheng Siong 25,000 25,000 – –
BG (NS) Tan Yong Soon – – 2,500 2,500
Victor Loh Kwok Hoong – – 1,000 1,000
FINLAYSON GLOBAL CORPORATION LTD
0% BONDS MATURING IN 2004
Engelin Teh Guek Ngor $10,000 $10,000 – –
RAFFLES HOLDINGS LIMITED
ORDINARY SHARES OF $0.50 EACH FULLY PA ID
Chew Choon Seng 12,000 12,000 – –
Lye Fei 3,000 3,000 – –
F O R T H E Y E A R E N D E D 3 1 M A R C H 2 0 0 2
D IRECTORS ’ INTERESTS IN SHARES OR DEBENTURES (CONT ’D )
OTHER HOLDINGS IN WHICH
THE DIRECTOR IS DEEMED
HELD BY DIRECTOR TO HAVE AN INTEREST
AS AT AS AT
1/4/2001 1/4/2001
OR DATE OF AS AT OR DATE OF AS AT
APPOINTMENT 31/3/2002 APPOINTMENT 31/3/2002
SEMBCORP INDUSTRIES LTD
ORDINARY SHARES OF $0.25 EACH FULLY PA ID
Koh Kheng Siong 20,000 20,000 – –
Daniel Ee Hock Huat 3,709 3,709 – –
Ng Ser Miang 50,000 25,000 – –
OPTIONS TO SUBSCRIBE FOR ORDINARY SHARES OF $0.25 EACH
EXERCISE
PRICE EXERCISE PERIOD
Lye Fei $2.26 20/5/2001 to 19/5/2009 100,000 100,000 – –
$1.99 27/6/2001 to 26/6/2010 140,000 140,000 – –
$1.55 20/4/2002 to 19/4/2011 – 250,000 – –
CONDIT IONAL AWARD OF PERFORMANCE SHARES TO BE DELIVERED AFTER 2003
Lye Fei – Up to
100,000
(Note 1)
Note 1: The actual number delivered will depend on the achievement of set targets over a 3 year period from 2001 to 2003. Achievement of targets below 80%
level will mean no performance shares will be delivered, while achievement up to 200% will mean up to twice the number of conditional performance
shares awarded could be delivered.
76.
77
DIRECTORS´ REPORT (CONT´D)
D IRECTORS ’ INTERESTS IN SHARES OR DEBENTURES (CONT ’D )
OTHER HOLDINGS IN WHICH
THE DIRECTOR IS DEEMED
HELD BY DIRECTOR TO HAVE AN INTEREST
AS AT AS AT
1/4/2001 1/4/2001
OR DATE OF AS AT OR DATE OF AS AT
APPOINTMENT 31/3/2002 APPOINTMENT 31/3/2002
SEMBCORP LOGISTICS LTD
ORDINARY SHARES OF $0.25* EACH FULLY PA ID
Koh Kheng Siong 24,000* 24,000 – –
OPTIONS TO SUBSCRIBE FOR ORDINARY SHARES OF $0.25* EACH
EXERCISE
PRICE EXERCISE PERIOD
Lye Fei $2.5038* 29/6/2000 to 28/6/2010 40,000* 40,000 – –
$1.8375* 16/5/2002 to 15/5/2011 120,000* 120,000 – –
* The number of shares and the share price have been adjusted for the effect of 1 for 4 share split during the financial year.
SIA ENGINEERING COMPANY LIMITED
ORDINARY SHARES OF $0.10 EACH FULLY PA ID
Chew Choon Seng 20,000 20,000 – –
Koh Kheng Siong 2,000 2,000 – –
Lye Fei – – 1,000 1,000
SINGAPORE AIRLINES LIMITED
ORDINARY SHARES OF $0.50 EACH FULLY PA ID
Chew Choon Seng 214,000 214,000 – –
Koh Kheng Siong 15,000 15,000 – –
Daniel Ee Hock Huat 2,000 – – –
Engelin Teh Guek Ngor 5,000 5,000 – –
F O R T H E Y E A R E N D E D 3 1 M A R C H 2 0 0 2
DIRECTORS’ INTERESTS IN SHARES OR DEBENTURES (CONT’D)
OTHER HOLDINGS IN WHICH
THE DIRECTOR IS DEEMED
HELD BY DIRECTOR TO HAVE AN INTEREST
AS AT AS AT
1/4/2001 1/4/2001
OR DATE OF AS AT OR DATE OF AS AT
APPOINTMENT 31/3/2002 APPOINTMENT 31/3/2002
SINGAPORE AIRLINES LIMITED (CONT’D)
OPTIONS TO SUBSCRIBE FOR ORDINARY SHARES OF $0.50 EACH
EXERCISE
PRICE EXERCISE PERIOD
Chew Choon Seng $15.34* 28/3/2000 to 27/3/2010 60,000 60,000 – –
$16.65* 3/7/2000 to 2/7/2010 90,000 90,000 – –
$11.96* 2/7/2001 to 1/7/2011 – 152,000 – –
* Prices adjusted for capital reduction.
SINGAPORE AIRPORT TERMINAL SERVICES LIMITED
ORDINARY SHARES OF $0.10 EACH FULLY PA ID
Chew Choon Seng 10,000 10,000 – –
Lye Fei 2,000 2,000 1,000 1,000
SINGAPORE FOOD INDUSTRIES LIMITED
ORDINARY SHARES OF $0.05 EACH FULLY PA ID
Lye Fei 18,000 18,000 2,000 2,000
Daniel Ee Hock Huat 50,000 60,000 – –
SINGAPORE TECHNOLOGIES ENGINEERING LTD
ORDINARY SHARES OF $0.10 EACH FULLY PA ID
Koh Kheng Siong 34,361 34,361 – –
Victor Loh Kwok Hoong – – 2,000 2,000
78.
79
DIRECTORS´ REPORT (CONT´D)
D IRECTORS ’ INTERESTS IN SHARES OR DEBENTURES (CONT ’D )
OTHER HOLDINGS IN WHICH
THE DIRECTOR IS DEEMED
HELD BY DIRECTOR TO HAVE AN INTEREST
AS AT AS AT
1/4/2001 1/4/2001
OR DATE OF AS AT OR DATE OF AS AT
APPOINTMENT 31/3/2002 APPOINTMENT 31/3/2002
SINGAPORE TELECOMMUNICATIONS LIMITED
ORDINARY SHARES OF $0.15 EACH FULLY PA ID
Chew Choon Seng 11,820 11,820 – –
Boey Tak Hap 1,820 1,820 1,690 1,690
Lye Fei – – 200 200
BG (NS) Tan Yong Soon 1,820 1,820 1,690 1,690
Koh Kheng Siong 11,820 11,820 3,230 3,230
Daniel Ee Hock Huat 1,950 1,950 1,690 1,690
Victor Loh Kwok Hoong 1,690 1,690 7,690 7,690
Jimmy Phoon Siew Heng 1,750 1,750 2,690 2,690
Engelin Teh Guek Ngor 1,490 1,490 – –
Ng Ser Miang 51,620 101,620 1,440 1,440
ST ASSEMBLY TEST SERVICES LTD
ORDINARY SHARES OF $0.25 EACH FULLY PA ID
Koh Kheng Siong 1,000 1,000 – –
Engelin Teh Guek Ngor 1,000 1,000 – –
THE ASCOTT GROUP LIMITED
ORDINARY SHARES OF $0.20 EACH FULLY PA ID
Engelin Teh Guek Ngor 10,000 10,000 – –
VERTEX VENTURE HOLDINGS LTD
ORDINARY SHARES OF $0.20 EACH FULLY PA ID
Daniel Ee Hock Huat – 7,120 – –
As at 21 April 2002 (being 21 days after the end of the financial year), the interests of directors who held office at the
end of the financial year in shares in the Company and related corporations remained unchanged.
Except as disclosed in this report, no director who held office at the end of the financial year had interests in shares or
debentures of the Company or of related corporations either at the beginning of the financial year, or date of appointment,
if later, or at the end of the financial year.
F O R T H E Y E A R E N D E D 3 1 M A R C H 2 0 0 2
D IV IDENDS
Since the end of the last financial year, the Company paid a final net ordinary dividend of $16,987,500 and a net special
dividend of $18,686,250 in respect of the previous financial year as proposed in the directors’ report for that year. During
the financial year, the Company declared an interim net ordinary dividend of $14,722,500. The directors now recommend
the payment of a final net ordinary dividend of $17,550,000 in respect of the financial year under review.
BAD AND DOUBTFUL DEBTS
Before the profit and loss account and the balance sheet of the Company were made out, the directors took reasonable
steps to ascertain what action had been taken in relation to writing off bad debts and providing for doubtful debts of
the Company. The directors have satisfied themselves that all known bad debts have been written off and that adequate
provision has been made for doubtful debts.
At the date of this report, the directors are not aware of any circumstances which would render any amounts written off
for bad debts or provided for doubtful debts in the Group inadequate to any substantial extent.
CURRENT ASSETS
Before the profit and loss account and the balance sheet of the Company were made out, the directors took reasonable
steps to ascertain that current assets of the Company which were unlikely to realise their book values in the ordinary
course of business have been written down to their estimated realisable values and that adequate provision has been made
for the diminution in value of such current assets.
At the date of this report, the directors are not aware of any circumstances not otherwise dealt with in this report which
would render the values attributable to current assets in the Group misleading.
CHARGES AND CONT INGENT L IAB I L I T I ES
Since the end of the financial year:
(I) no charge on the assets of the Group or of the Company has arisen which secures the liabilities of any other person; and
( I I ) no contingent liability of the Group or of the Company has arisen.
80.
81
DIRECTORS´ REPORT (CONT´D)
AB I L I TY TO MEET OBL IGAT IONS
No contingent liability or other liability of the Group or of the Company has become enforceable or is likely to become
enforceable within the period of twelve months after the end of the financial year which, in the opinion of the directors,
will or may substantially affect the ability of the Group or of the Company to meet their obligations as and when they fall due.
OTHER C IRCUMSTANCES AFFECT ING THE F INANC IAL STATEMENTS
At the date of this report, the directors are not aware of any circumstances not otherwise dealt with in this report or the
financial statements which would render any amount stated in the financial statements of the Group or of the Company
misleading.
UNUSUAL I TEMS
Except for the effect of changes in accounting policies as disclosed in Note 31 to the accompanying financial statements,
in the opinion of the directors, no item, transaction or event of a material and unusual nature has substantially affected
the results of the operations of the Group or of the Company during the financial year.
In the opinion of the directors, no item, transaction or event of a material and unusual nature has arisen in the interval
between the end of the financial year and the date of this report which is likely to affect substantially the results of the
operations of the Group or of the Company for the financial year in which this report is made.
D IRECTORS ’ INTERESTS IN CONTRACTS
Since the end of the last financial year, no director has received or become entitled to receive a benefit by reason of a
contract made by the Company or a related corporation with the director or with a firm of which he is a member or with a
company in which he has a substantial financial interest.
SHARE OPT IONS
The SMRT Corporation Employee Share Option Plan (“SMRTC ESOP”) of the Company was approved and adopted by its
members at an Extraordinary General Meeting held on 15 July 2000. The SMRTC ESOP was administered by the
Remuneration Committee, comprising Mr Chew Choon Seng, Chairman of the Committee, Mr Cheah Kean Huat and Mr Koh
Kheng Siong.
The SMRTC ESOP comprises two distinct schemes:
( I ) Management Scheme – Scheme designed for management staff in the positions of Deputy
Director and above of the Group.
( I I ) Employee Scheme – Scheme designed for all other employees of the Group.
F O R T H E Y E A R E N D E D 3 1 M A R C H 2 0 0 2
SHARE OPT IONS (CONT ’D )
In exercising its discretion, the Committee must act in accordance with any guidelines that may be provided by the
Board of directors. The Committee shall refer any matter not falling within the scope of its terms of reference to the Board.
The Committee shall have the power, from time to time, to make and vary such regulations for the implementation and
administration of the SMRTC ESOP as it thinks fit.
The salient features of the SMRTC ESOP are as follows:
(I) ELIGIBLE PARTICIPANTS
At the absolute discretion of the Committee, all confirmed employees of the Group (including any director of the Group
who performs an executive function) who are not less than 21 years old and have been in the service of the Group
for at least one year prior to the date of which an Option is granted (“Grant Date”) are eligible to participate in the
SMRTC ESOP.
(II) MAXIMUM ALLOWABLE ALLOTMENT
The aggregate number of shares issued under the SMRTC ESOP (“ESOP Shares”) shall not exceed fifteen percent of
the issued share capital of the Company on the Grant Date.
The number of ESOP Shares be offered to a participant shall be determined by the Committee at its absolute
discretion after taking into account the length of service and performance of the participant and such other general
criteria as the Committee may consider appropriate.
(III) SUBSCRIPTION PRICE
The subscription price for each share in respect of which an option is exercisable shall be the average of the last dealt
prices of the Shares as published by the Singapore Exchange Securities Trading Limited for the five consecutive
market days immediately preceding the Grant Date.
(IV) OPTION PERIOD
The Option for Management Scheme will be vested over a 3-year period (that is 33% in the first year, 66% in the
second year and 100% in the third year).
The Option for Employee Scheme may be exercised during the period commencing after the second anniversary of the
Grant Date but before the tenth anniversary of the Grant Date. The right of the participants to exercise their Options
is in all cases subject to such vesting schedule (if any) stipulated by the Committee and any other conditions which
may be imposed by the Committee from time to time in its absolute discretion.
82.
83
DIRECTORS´ REPORT (CONT´D)
SHARE OPT IONS (CONT ’D )
At the end of the financial year, details of the options granted under the SMRTC ESOP on the unissued ordinary shares of
$0.10 each of the Company are as follows:
OPTIONS OPTIONS NUMBER OF
DATE OF EXERCISE OUTSTANDING OPTIONS OUTSTANDING OPTION
GRANT OF PRICE AT OPTIONS OPTIONS CANCELLED/ AT HOLDERS AT EXERCISE
OPTIONS PER SHARE 1/4/2001 GRANTED EXERCISED LAPSED 31/3/2002 31/3/2002 PERIOD
16/7/2001 $0.816 – 7,309,500 – – 7,309,500 2,494 16/7/2003 to
15/7/2011
Except as disclosed above, there were no unissued shares of the Company or its subsidiaries under options granted by the
Company or its subsidiaries as at the end of the financial year.
AUD IT COMMITTEE
The Audit Committee (the “Committee”) comprises five non-executive directors. The Committee’s members are as follows:
Daniel Ee Hock Huat (Chairman)
Lye Fei
Koh Kheng Siong
Victor Loh Kwok Hoong
Engelin Teh Guek Ngor
The principal responsibility of the Committee is to assist the Board of Directors in the identification and monitoring of areas
of significant business risks including the following:
• the effectiveness of the management of financial business risks and the reliability of management reporting;
• compliance with laws and regulations, particularly those of the Companies Act, Chapter 50 and the Singapore
Exchange Listing Manual;
• the appropriateness of interim and full year announcements and reports;
• the effectiveness and efficiency of internal and external audits; and
• interested person transactions.
F O R T H E Y E A R E N D E D 3 1 M A R C H 2 0 0 2
AUD IT COMMITTEE (CONT ’D )
Specific functions of the Committee include reviewing the scope of work of the internal and external auditors and the
assistance given by the Group’s officers to the auditors, and receiving and considering the reports of the internal and the
external auditors and their evaluation of the system of internal controls. The Committee also recommends the appointment
of the external auditors.
In addition, the Committee has, in accordance with Chapter 9A of the Singapore Exchange Listing Manual, reviewed the
requirements for approval and disclosure of interested person transactions, reviewed the internal procedures set up by
the Group to identify and report and where necessary, seek approval for interested person transactions and, with the
assistance of the internal auditors, reviewed interested person transactions.
The Committee has recommended to the Board of Directors that the auditors, KPMG, be nominated for re-appointment as
auditors at the forthcoming Annual General Meeting of the Company.
AUD ITORS
Our auditors, KPMG, have indicated their willingness to accept re-appointment.
On behalf of the Board of Directors
CHEW CHOON SENG
DIRECTOR
BOEY TAK HAP
DIRECTOR
SINGAPORE
24 MAY 2002
84.
85
STATEMENT BY DIRECTORS
We, CHEW CHOON SENG and BOEY TAK HAP, being directors of SMRT CORPORATION LTD, do hereby state that in our opinion:
(a) the financial statements set out on pages 86 to 149 are drawn up so as to give a true and fair view of the state of
affairs of the Group and of the Company as at 31 March 2002 and of the results of the business and changes in
equity of the Group and of the Company and cash flows of the Group for the year ended on that date; and
(b) at the date of this statement there are reasonable grounds to believe that the Company will be able to pay its debts
as and when they fall due.
The board of directors has authorised these financial statements for issue on the date of this statement.
On behalf of the Board of Directors
CHEW CHOON SENG
DIRECTOR
BOEY TAK HAP
DIRECTOR
SINGAPORE
24 MAY 2002
F O R T H E Y E A R E N D E D 3 1 M A R C H 2 0 0 2
REPORT OF THE AUDITORS TO THE
MEMBERS OF SMRT CORPORATION LTD
We have audited the financial statements of SMRT Corporation Ltd and consolidated financial statements of the Group for
the year ended 31 March 2002 as set out on pages 86 to 149. These financial statements are the responsibility of the
Company’s directors. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with Singapore Standards on Auditing. Those Standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.
An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and significant estimates made by the directors, as well as
evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion:
(a) the financial statements and consolidated financial statements are properly drawn up in accordance with the provisions
of the Companies Act, Chapter 50 (the "Act") and Statements of Accounting Standard and so as to give a true and
fair view of:
( i ) the state of affairs of the Company and of the Group as at 31 March 2002 and of the results and changes in equity
of the Company and of the Group and the cash flows of the Group for the year ended on that date; and
(ii) the other matters required by Section 201 of the Act to be dealt with in the financial statements and consolidated
financial statements;
(b) the accounting and other records, and the registers required by the Act to be kept by the Company and by the
subsidiaries incorporated in Singapore of which we are the auditors have been properly kept in accordance with the
provisions of the Act.
We are satisfied that the financial statements of the subsidiaries that have been consolidated with the financial statements
of the Company are in form and content appropriate and proper for the purposes of the preparation of the consolidated
financial statements and we have received satisfactory information and explanation as required by us for those purposes.
The auditors’ reports on the financial statements of the subsidiaries were not subject to any qualification and did not
include any comments made under Section 207 (3) of the Act.
KPMG
CERTIFIED PUBLIC ACCOUNTANTS
SINGAPORE
24 MAY 2002
86.
87
BALANCE SHEETS
A S AT 3 1 M A R C H 2 0 0 2
THE GROUP THE COMPANY
NOTE 2002 2001 2002 2001
$’000 $’000 $’000 $’000
(RESTATED) (RESTATED)
NON-CURRENT ASSETS
Propert y, plant and equipment 4 1,385,158 1,134,250 249 319
Interests in subsidiaries 5 – – 357,133 152,695
Interests in associates 6 3,783 4,404 – –
Finance lease receivables due after 12 months 7 573 – – –
Financial assets 8 8,534 – – –
Intangible asset 9 68,007 – – –
CURRENT ASSETS
Inventories 10 42,249 21,601 – –
Trade and other receivables 11 69,391 22,389 375,644 75,121
Financial assets 8 9,163 41,617 – –
Fixed deposits with banks and financial institutions 305,198 239,664 – 6,000
Cash at banks and in hand 32,803 3,634 818 439
458,804 328,905 376,462 81,560
CURRENT LIABILITIES
Trade and other payables 14 177,839 87,222 5,883 1,064
Amount due to LTA due within one year 17 254,611 274,146 – –
Current portion of interest-bearing
loans and borrowings 18 96,647 – – –
Employee benefits 19 5,611 4,560 153 177
Provisions 20 8,684 – – –
Provision for taxation 4,009 2,024 – –
547,401 367,952 6,036 1,241
NET CURRENT (LIABILITIES)/ASSETS (88,597) (39,047) 370,426 80,319
* Includes shares in which the substantial shareholder is deemed to have an interest.
152.
153
SHAREHOLDERS´ INFORMATION (CONT´D)
SHARE PRICES AND TURNOVER
A S AT 2 4 M AY 2 0 0 2
TURNOVER
ST INDEX
CLOSING PRICE
FIRST HALF SECOND HALF TOTAL
TOTAL REVENUE
FY 2002 ($ million) 208.4 291.6 500.0
(%) 41.7 58.3 100.0
FY 2001 ($ million) 203.2 209.8 413.0
(%) 49.2 50.8 100.0
TOTAL OPERATING EXPENSES
FY 2002 ($ million) 126.8 190.5 317.3
(%) 40.0 60.0 100.0
FY 2001 ($ million) 118.6 133.0 251.6
(%) 47.1 52.9 100.0
EBITDA*
FY 2002 ($ million) 85.7 110.9 196.6
(%) 43.6 56.4 100.0
FY 2001 ($ million) 87.7 85.5 173.2
(%) 50.6 49.4 100.0
EBIT**
FY 2002 ($ million) 44.2 48.1 92.3
(%) 47.9 52.1 100.0
FY 2001 ($ million) 50.2 45.0 95.2
(%) 52.7 47.3 100.0
PROF IT AFTER TA X
FY 2002 ($ million) 29.4 27.4 56.8
(%) 51.8 48.2 100.0
FY 2001 ($ million) 63.5 39.3 102.8
(%) 61.8 38.2 100.0
EARNINGS PER SHARE
FY 2002 (cents) 1.96 1.83 3.79
(%) 51.7 48.3 100.0
FY 2001 (cents) 4.24 2.61 6.85
(%) 61.9 38.1 100.0
* EBITDA refers to earning before interest, taxation, depreciation and amortisation.
** EBIT refers to earnings before interest and taxation.
HALF YEARLY RESULTS OF THE GROUP
VALUE ADDED STATEMENT
154 .
155
2002 2001
TOTAL TOTAL
$’000 $’000
Sales – third parties 499,953 412,974
Less:
Cost of bought-in goods and services 110,684 85,624
Gross value added 389,269 327,350
Share of after tax profits less losses of associated companies (6,282) (3,450)
Investment income 685 35,218
Interest income 1,823 13,966
Exchange gain 383 368
Profit on sale of propert y, plant and equipment 223 930
386,101 374,382
Applied as follows:
To Employees – salaries and other staff cost 183,981 144,392
To Government – income, payroll and other taxes 35,893 49,212
To Providers of Capital:
Interest on borrowings 6,272 0
Dividends to shareholders 50,397 106,763
Others 8 0
Balance reinvested in business:-
Depreciation 149,732 122,217
Minority’s share of subsidiary companies’ profits less losses for the period (18) 0
Profit for the period retained by the Group 6,400 (3,966)
Others (46,564) (44,236)
109,550 74,015
386,101 374,382
F O R T H E Y E A R E N D E D 3 1 M A R C H
NOTICE OF ANNUAL GENERAL MEETING
TO ALL SHAREHOLDERS
Notice is hereby given that the Third Annual General Meeting of the Company will be held at Empress Ballroom, 2nd Level,
Carlton Hotel, 76 Bras Basah Road Singapore 189558, on Wednesday, 17 July 2002 at 11.00 a.m. to transact the following
business:
ORD INARY BUS INESS :
1. To receive and adopt the Directors’ Report and Audited Financial Statements for the year ended 31 March 2002 and
the Auditors’ Report thereon.
2. To declare a Final Dividend of 1.5 cents per share, less income tax at 22 per cent for the year ended 31 March 2002.
3. To approve Directors’ Fees of $173,000 (FY 2001: $162,000).
4. To re-elect the following Directors who are retiring in accordance with Article 94 of the Company’s Articles of Association:
a. Mr Daniel Ee Hock Huat; and
b. Mr Victor Loh Kwok Hoong
[Note: ( i ) Mr Daniel Ee Hock Huat is considered an independent director and if re-elected will be appointed as Chairman of the Company’s
Audit Committee.
( i i ) Mr Victor Loh Kwok Hoong is considered an independent director and if re-elected will be appointed to the Company’s Audit Committee.]
To re-elect the following Directors who are retiring in accordance with Article 100 of the Company’s Articles of Association:
c. Ms Engelin Teh Guek Ngor; and
c. Mr Ng Ser Miang
[Note: Ms Engelin Teh Guek Ngor is considered an independent director and if re-elected will be appointed to the Company’s Audit Committee.]
To note that the following directors are retiring in accordance with Article 94 of the Company’s Articles of Association:
e. Mr Lye Fei; and
f. BG (NS) Tan Yong Soon
5. To re-appoint Messrs KPMG as Auditors of the Company and to authorise the Directors to fix their remuneration.
SPEC IAL BUS INESS :
SPECIAL RESOLUTION
6. To amend the Articles of Association of the Company by altering Articles 87(B), 90 and 94 in the manner as set out
in the Annexure 1 to this Notice of Annual General Meeting dated 20 June 2002.
ORDINARY RESOLUTIONS
7. To consider, and if thought fit, to pass, with or without modifications, the following resolutions:
7.1 “That pursuant to Section 161 of the Companies Act, Chapter 50 and the listing rules of the Singapore Exchange Securities
Trading Limited, authority be and is hereby given to the Directors to issue shares in the Company (whether by way of rights,
bonus or otherwise) at any time and upon such terms and conditions and for such purposes and to such persons as the
Directors may in their absolute discretion, deem fit PROVIDED THAT the aggregate number of shares to be issued pursuant
to this Resolution does not exceed 50 per cent of the issued share capital of the Company for the time being, of which the
aggregate number of shares that may be issued other than on a pro-rata basis to shareholders does not exceed 20 per cent
of the issued share capital of the Company for the time being, and, unless revoked or varied by the Company in general
meeting, such authority shall continue in force until the conclusion of the next Annual General Meeting of the Company or
the date by which the next Annual General Meeting of the Company is required by law to be held, whichever is the earlier.”
S M R T C O R P O R AT I O N LT D ( I N C O R P O R AT E D I N T H E R E P U B L I C O F S I N G A P O R E
ORDINARY RESOLUTIONS (CONT’D)
7.2 “That authority be and is hereby given to the Directors to offer and grant options in accordance with the provisions
of the SMRT Corporation Employee Share Option Plan (“SMRTC ESOP”) and to allot and issue from time to time
such number of shares in the capital of the Company as may be required to be issued pursuant to the exercise of the
options under the SMRTC ESOP PROVIDED ALWAYS THAT the aggregate number of shares to be issued pursuant to
the SMRTC ESOP shall not exceed 15 per cent of the issued share capital of the Company from time to time.”
7.3 “That for the purposes of Chapter 9A of the Listing Manual of the Singapore Exchange Securities Trading Limited:
7.3.1 approval be and is hereby given for the renewal of the mandate for the Company, its subsidiaries and target
associated companies or any of them to enter into any of the transactions falling within the types of Interested
Person Transactions, particulars of which are set out on pages 97 and 98 of the Company’s Prospectus dated
17 July 2000 (the “Prospectus”) with the Interested Persons described in the Prospectus, provided that such
transactions are made at arm’s length basis and on normal commercial terms (the “General Mandate”); and
7.3.2 such approval shall, unless revoked or varied by the Company in General Meeting, continue in force until the
next Annual General Meeting of the Company.”
7.4 “That for the purposes of Chapter 9A of the Listing Manual of the Singapore Exchange Securities Trading Limited:
7.4.1 approval be and is hereby given for the renewal of the mandate for the Company, its subsidiaries and target
associated companies or any of them to enter into and/or participate in joint ventures and similar forms of
mutual collaboration or participation (such as joint investments, co-operation arrangements and shareholders’
agreement) (collectively, “joint ventures”) with the Interested Persons described in the Prospectus, provided
that such joint ventures are made at arm’s length basis and on normal commercial terms and in accordance
with the guidelines of the Company for such transactions (the “JV Mandate”); and
7.4.2 such approval shall, unless revoked or varied by the Company in General Meeting, continue in force until the
next Annual General Meeting of the Company.”
ANY OTHER BUS INESS
8. To transact any other business.
NOT ICE OF CLOSURE OF BOOKS
Notice is hereby given that the Transfer Books and the Register of Members of the Company will be closed from 24 July
2002 to 25 July 2002 (both dates inclusive) for the preparation of dividend warrants. The final dividend, if approved at the
Third Annual General Meeting, will be paid on 5 August 2002 to members on the Register as at 23 July 2002. In respect of
shares in securities accounts with The Central Depository (Pte) Limited (“CDP”), the said final dividend will be paid by the
Company to CDP which will in turn distribute the dividend entitlements to holders of shares in accordance with its practice.
Duly completed transfers received by the Share Registrar, Lim Associates (Pte) Ltd at 10 Collyer Quay #19-08 Ocean Building
Singapore 049315 up to 5 p.m. on 23 July 2002 will be registered to determine shareholders’ entitlements to the final dividend.
By order of the Board
Catherine Kuan–Lee Yee FongJessica Ho Mui KhengCompany Secretaries
20 June 2002
Singapore
156.
157
NOTICE OF ANNUAL GENERAL MEETING
S M R T C O R P O R AT I O N LT D ( I N C O R P O R AT E D I N T H E R E P U B L I C O F S I N G A P O R E
EXPLANATORY NOTES ON ORD INARY BUS INESS TO BE TRANSACTED :
Resolution 3 Directors will be paid a basic fee and will get additional allowances for their services in
other Board Committees. The schedule of fees is the same as for the preceding year. Two
additional non-executive directors were appointed and the Executive Committee was formed
during the course of the year.
The proposed schedule of fees (per annum) is set out below
BOARD OF DIRECTORS
Chairman’s Allowance $12,000
Basic Fee $12,000
AUDIT COMMITTEE/EXECUTIVE COMMITTEE
Chairman’s Allowance $10,000
Member’s Allowance $ 5,000
REMUNERATION COMMITTEE
Chairman’s Allowance $ 6,000
Member’s Allowance $ 3,000
EXPLANATORY NOTES ON SPEC IAL BUS INESS TO BE TRANSACTED :
i Resolution 6 is to subject all directors to retirement by rotation irrespective of whether they are the
Managing Director or President. This will allow shareholders to have the ability to vote on
the re-election of all directors, including the Managing Director and President, irrespective
of any service agreements with Company.
ii Resolution 7.1 is to allow the Directors to issue shares in the capital of the Company provided that the
aggregate number of shares to be issued does not exceed 50 per cent of the Company’s
issued share capital, with an aggregate sub-limit of 20 per cent of the Company’s issued
share capital for issue of shares not made on a pro-rata basis to shareholders.
iii Resolution 7.2 is to authorise the Directors to offer and grant options in accordance with the SMRT
Corporation Employee Share Option Plan (“SMRTC ESOP”) which was approved at the
Extraordinary General Meeting of the Company on 15 July 2000 and to allot and issue from
time to time such number of shares in the capital of the Company as may be required to be
issued pursuant to the exercise of the options under the SMRTC ESOP.
iv Resolutions 7.3 & 7.4 is to renew the General Mandate and JV Mandate to allow the Company, its subsidiaries and
target associated companies or any of them to enter into any of the mandated transactions
with parties who are considered “Interested Persons” (as defined in Chapter 9A of the Listing
Manual of the Singapore Exchange Securities Trading Limited).
Notes:
1. A member of the Company entitled to attend and vote at the Meeting is entitled to appoint a proxy to attend and to vote in his stead. A member of the Company
which is a corporation is entitled to appoint its authorised representative or proxy to vote on its behalf. A proxy need not be a member of the Company.
2. The instrument appointing a proxy or proxies must be deposited at the registered office of the Company at 251 North Bridge Road, Singapore 179102,
at least 48 hours before the time appointed for the Meeting.
NOTICE OF ANNUAL GENERAL MEETING
S M R T C O R P O R AT I O N LT D ( I N C O R P O R AT E D I N T H E R E P U B L I C O F S I N G A P O R E
158.
159
PROPOSED AMENDMENTS TO THE ARTICLES
OF ASSOCIATION OF THE COMPANY
A N N E X U R E 1
The text of the relevant Article, as modified and with modifications highlighted in bold, is set out in the proposed amendment
below. Sections which have been deleted without substitution are italicised in the existing Article below:
EXISTING ARTICLE 87(B)
The appointment of any Director to the office of Chairman or Deputy Chairman or Managing Director or Joint/Deputy/Assistant
Managing Director or President or Joint/Deputy/Assistant President shall automatically determine if he ceases to be a
Director but without prejudice to any claim for damages for breach of any contract of service between him and the Company.
PROPOSED AMENDMENT TO ARTICLE 87(B)
The appointment of any Director to the office of Chairman or Deputy Chairman shall automatically determine if he ceases
to be a Director but without prejudice to any claim for damages for breach of any contract of service between him and the
Company. The appointment of any Director to the office of Managing Director or Joint/Deputy/Assistant Managing Directoror President or Joint/Deputy/Assistant President shall not automatically determine by reason only of him ceasing to be a Director.
EXISTING ARTICLE 90
A Managing Director or the President shall not while he continues to hold that office be subject to retirement by rotation
and he shall not be taken into account in determining the rotation of retirement of Directors but he shall, subject to the
provisions of any contract between him and the Company, be subject to the same provisions as to resignation and removal
as the other Directors of the Company and if he ceases to hold the office of Director from any cause he shall ipso facto
and immediately cease to be a Managing Director or President (as the case may be).
PROPOSED AMENDMENT TO ARTICLE 90
A Managing Director or the President shall, subject to the provisions of any contract between him and the Company, be
subject to the same provisions as to resignation and removal as the other Directors of the Company.
EXISTING ARTICLE 94
At each Annual General Meeting one-third of the Directors for the time being (or, if their number is not a multiple of three,
the number nearest to but not less than one-third) shall retire from office by rotation, Provided that no Director holding
office as Managing or Joint Managing Director or President or Joint President shall be subject to retirement by rotation or
be taken into account in determining the number of Directors to retire.
PROPOSED AMENDMENT TO ARTICLE 94
At each Annual General Meeting one-third of the Directors for the time being (or, if their number is not a multiple of three,
the number nearest to but not less than one-third) shall retire from office by rotation.
______________________________________________________________________________________________________________being a
member/members of SMRT Corporation Ltd hereby appoint
NAME ADDRESS NRIC/PASSPORT NO. PROPORTION OF SHAREHOLDINGS
(NUMBER OF SHARES)
and/or (delete as appropriate)
NAME ADDRESS NRIC/PASSPORT NO. PROPORTION OF SHAREHOLDINGS
(NUMBER OF SHARES)
or failing him/her, the Chairman of the Meeting, as my/our proxy/proxies to vote for me/us and on my/our behalf at the ThirdAnnual General Meeting of the Company, to be held on Wednesday, 17 July 2002 at 11.00 a.m. and at any adjournment thereof.
I/We direct my/our proxy/proxies to vote for or against the Resolutions to be proposed at the Meeting as indicated hereunder. Ifno specific directions as to voting is given, the proxy/proxies will vote or abstain from voting at his/their discretion, as he/theywill on any other matter arising at the Meeting and at any adjournment thereof.
RESOLUTIONS Indicate your vote For or Against with a tick
NO. ORDINARY BUSINESS FOR AGAINST
1) Adoption of Directors’ Report, Audited Financial Statements and Auditors’ Report
2) Declaration of Final Dividend
3) Approval of Directors’ Fees
4) a) Re-election of Mr Daniel Ee Hock Huat as Director
b) Re-election of Mr Victor Loh Kwok Hoong as Director
c ) Re-election of Ms Engelin Teh Guek Ngor as Director
d) Re-election of Mr Ng Ser Miang as Director
5) Re-appointment of KPMG as Auditors of the Company and to authorise the
Directors to fix their remuneration
SPECIAL BUSINESS
6) Approval of the proposed amendments to the Articles Of Association of the Company
7.1) Authorising Directors to issue and allot shares pursuant to general mandate from
members under Section 161 of the Companies Act, Chapter 50
7.2) Authorising Directors to offer and grant options and issue shares pursuant to the
SMRT Corporation Employee Share Option Plan
7.3) Renewal of the General Mandate for Interested Person Transactions
7.4) Renewal of the JV Mandate for Interested Person Transactions
8) ANY OTHER BUSINESS
Dated this ________ day of ________________ 2002 Total Number of Shares Held: ______________
______________________________________________
Signature(s) of Member(s) or Common Seal
IMPORTANT: PLEASE READ NOTES ON THE REVERSE
S M R T C O R P O R AT I O N LT D ( I N C O R P O R AT E D I N T H E R E P U B L I C O F S I N G A P O R E )
IMPORTANT:1. For investors who have used their CPF monies
to buy SMRT Corporation Ltd shares, the Report is forwarded to them at the request of their CPFApproved Nominees and is sent solely FOR INFORMATION ONLY.
2. This Proxy Form is not valid for use by CPFinvestors and shall be ineffective for all intents andpurposes if used or purported to be used by them.
Notes:
1. A member entitled to attend and vote at the Annual General Meeting is entitled to appoint one or two proxies to attend and vote in his stead. Such proxy
need not be a member of the Company.
2. Where a member appoints two proxies, the appointment shall be invalid unless he specifies the proportion of his holding (expressed as the number of
shares) to be represented by each proxy.
3. The instrument appointing a proxy or proxies must be under the hand of the appointor or his attorney duly authorised in writing or, where the instrument
appointing a proxy or proxies is executed by a corporation, it must be executed either under its seal or under the hand of an officer or attorney duly authorised.
4. A corporation which is a member may authorise by resolution of its directors or other governing body an authorised representative or representatives in
accordance with its Articles of Association and Section 179 of the Companies Act, Chapter 50 of Singapore, to attend and vote on its behalf.
5. The instrument appointing a proxy or proxies (together with the power of attorney, if any, under which it is signed or a certified copy thereof), must be
deposited at the registered office of the Company at 251 North Bridge Road, Singapore 179102, at least 48 hours before the time appointed for the Meeting.
6. A member should insert the total number of shares held. If the member has shares entered against his name in the Depository Register (as defined in
Section 130A of the Companies Act, Chapter 50 of Singapore), he should insert that number of shares. If the member has shares registered in his name
in the Register of Members of the Company, he should insert that number of shares. If the member has shares entered against his name in the Depository
Register as well as shares registered in his name in the Register of Members of the Company, he should insert the aggregate number of shares. If no num-
ber is inserted, the instrument appointing a proxy or proxies will be deemed to relate to all the shares held by the member.
7. The Company shall be entitled to reject the instrument appointing proxy or proxies if it is incomplete, or illegible or where the true intentions of the
appointor are not ascertainable from the instructions of the appointor specified in the instrument appointing a proxy or proxies. In addition, in the case
of shares entered in the Depository Register, the Company shall be entitled to reject any instrument appointing a proxy or proxies if the member, being
the appointor, is not shown to have shares entered against his name in the Depository Register as at 48 hours before the time appointed for holding the
Meeting, as certified by The Central Depository (Pte) Limited to the Company.
